UPDATE: WSFS Will Combine with FNB of Wyoming (Delware), Will Pay $32M in Cash, 452,756 Shares

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WSFS Financial Corporation
WSFS
, the parent company of WSFS Bank, today announced that it has signed a definitive agreement to merge with First Wyoming Financial Corporation (Private; DE). Following the merger, The First National Bank of Wyoming (FNB of Wyoming), the wholly owned subsidiary of First Wyoming Financial Corporation, will be merged with WSFS Bank. Headquartered in Wyoming, Delaware, FNB of Wyoming opened in 1909 as an independent, locally-managed community bank serving central Delawareans with personal and business banking services. FNB of Wyoming reported approximately $307.7 million in assets and $249.7 million in deposits as of September 30, 2013 and serves its customers from six branch locations. WSFS President and Chief Executive Officer, Mark A. Turner said, "Our partnership with FNB of Wyoming furthers many of our strategic goals, and meaningfully adds to earnings per share going forward while immediately maintaining tangible common equity. As an in-market combination, it significantly enhances our presence in Kent County, where the combined company will have the number two market share in deposits. As Delaware's #2 SBA lender in 2013, FNB of Wyoming will strengthen our commercial and small business teams and add important relationships to our banking franchise. We also share a culture of commitment to our Customers, Communities and Associates." The transaction is valued at approximately $64.0 million. Under the terms of the agreement, all shares of First Wyoming Financial Corporation common stock will be exchanged in the aggregate for $32.0 million in cash and 452,756 shares of WSFS common stock. Each stockholder of First Wyoming Financial Corporation will be able to elect to receive, for each of their shares of First Wyoming Financial Corporation common stock, either .8484 shares of WSFS common stock or $60.00 in cash. The closing is anticipated to occur during the third quarter of 2014, subject to approval by First Wyoming Financial Corporation shareholders, regulatory approvals and other customary closing conditions. The transaction is expected to be accretive to WSFS earnings per share in the first year of operations, after transaction and integration costs. WSFS expects little to no tangible book value dilution from the transaction. The impact on tangible book value, if any, will be earned back within one year through meaningful earnings accretion. Joseph E. Chippie, President and Chief Executive Officer of First Wyoming Financial Corporation said, "We are extremely pleased to join with WSFS, a staple of the Delaware community for over 180 years and a local community bank that we know and trust to continue to serve Kent County well. Their significant presence in Delaware and southeastern Pennsylvania as well as their expanded product offering will benefit our community, customers and employees. We look forward to our partnership." Sandler O'Neill + Partners, L.P. acted as financial advisor to WSFS and its legal counsel was DLA Piper LLP (US). Gerrish McCreary Smith PC served as legal counsel to First Wyoming Financial Corporation. The agreement has been approved by both of the Boards of Directors of WSFS and First Wyoming Financial Corporation. Additional materials are also available on the Investor Relations page of the Company's website at www.wsfsbank.com. About WSFS Financial Corporation WSFS Financial Corporation is a multi-billion dollar financial services company. Its primary subsidiary, WSFS Bank, is the oldest, locally-managed bank and trust company headquartered in Delaware with $4.4 billion in assets on its balance sheet and $8.7 billion in fiduciary assets, including approximately $1.1 billion in assets under management. WSFS operates from 51 offices located in Delaware (41), Pennsylvania (8), Virginia (1) and Nevada (1) and provides comprehensive financial services including commercial banking, retail banking and trust and wealth management. Other subsidiaries or divisions include Christiana Trust, WSFS Investment Group, Inc., Cypress Capital Management, LLC, Cash Connect®, Array Financial and Arrow Land Transfer. Serving the Delaware Valley since 1832, WSFS Bank is the seventh oldest bank in the United States continuously operating under the same name. For more information, please visit www.wsfsbank.com.
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Posted In: NewsM&A
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